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HomeMy WebLinkAboutReso 1990-15890 RESOLUTION NO. 15890 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS, APPROVING THE FORM AND AUTHORIZING DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT IN CONNECTION WITH THE OFFERING AND SALE OF CERTIFICATIONS OF PARTICIPATION RELATING THERETO, AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO The City Council of the City of Chula Vista does hereby resolve as follows: WHEREAS, the City, working together with California Cities Financing Corporation (the "Corporation"), is proposing to proceed with a lease financing; and WHEREAS, in connection therewith, the City proposes to finance the acquisition of certain equipment (the "Equipment), as more particularly described in the hereinafter defined Lease Agreement and it is in the public interest and for the public benefit that the City authorize and direct execution of the hereinafter defined Lease Agreement and certain other financing documents in connection therewith; and WHEREAS, Stone & Youngberg (the "Underwriter"} has been directed to prepare a preliminary official statement containing information material to the offering and sale of the Certificates of Participation described below; and WHEREAS, the documents below specified have been filed with the City and the members of the City Council, with the aid of its staff, have reviewed said documents. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista as follows: Section 1. The below-enumerated documents be and are hereby approved, and the Mayor, the City Manager or Director of Finance is hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, and the City Clerk is hereby authorized and directed to attest to such official's signature: {a) a lease agreement, relating to the Equipment, between the Corporation, as lessor, and the City, as lessee (the "Lease Agreement}, so long as the stated term of the Lease Agreement does not exceed seven (7) years, so long as the aggregate principal amount of the Lease Agreement does Resol uti on No. 15890 Page 2 _ not exceed $1,335,000 and so long as the maximum lease payments paid by the City under the Lease Agreement in any one year period commencing on October 2 and ending on the succeeding October 1 does not exceed $350,000; and {b) an agency agreement, by and between the Corporation and the City, pursuant to which the Corporation will appoint the City to act as its agent for the purposes of the acquisition of the Equipment; and (c) a trust agreement by and among the Corporation, the City and Bank of America National Trust and Savings Association, San Francisco, California, as trustee, the selection of which trustee is hereby approved (the "Trust Agreement), relating to the financing, and the execution and delivery of certificates of participation evidencing the direct, undivided fractional interests of the owners thereof, in lease payments to be made by the City under the Lease Agreement (the "Certificates of Participation"). Section 2. The City Council hereby approves the Preliminary Official Statement describing the financing, in substantially the form on file with the City Clerk, together with any changes therein or additions thereto deemed advisable by the Mayor, the City Manager or the Director of Finance. The City Council authorizes and directs the City Manager, on behalf of the City, to deem "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule") the Preliminary Official Statement prior to its distribution by the Underwriter. Section 3. The Underwriter, on behalf of the City, is authorized and directed to cause the Preliminary Official Statement be distributed to such municipal bond broker-dealers, to such banking institutions and to such other persons as may be interested in purchasing the Certificates of Participation therein offered for sale. Section 4. A contract of purchase, by and between the Underwriter and the City, pursuant to which the Underwriter agrees to purchase the Certificates, be and the same is hereby approved, and the Mayor, The City Manager or the Director of Finance is hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, so long as the aggregate principal amount of Certificates does not exceed $1,335,000 so long as the maximum amount of principal and interest paid with respect to the Certificates in any one year period commencing on October 2 and ending on the succeeding October 1 does not exceed $350,000, and so long as the Underwriter's discount does not exceed 1.65%. Section 5. The mayor, the City Manager or the Director of Finance is authorized and directed to cause the Preliminary Official Statement to be brought into the form of a final official statement (the "final Official Statement") and to execute said Final Official Statement, dated as of the date of the sale of the Certificates of Participation, and a statement that the facts contained in the Final Official Statement, and any supplement or amendment thereto (which shall be deemed an original part thereof for the Resolution No. 15890 Page 3 purpose of such statement) were, at the time of sale of the Certificates of Participation, true and correct in all material respects and that the Final Official Statement did not, on the date of sale of the Certificates of Participation, and does not, as of the date of delivery of the Certificates of Participation, contain any untrue statement of a material fact with respect to the City or omit to state material facts with respect to the City required to be stated where necessary to make any statement made therein not misleading in the light of the circumstances under which it was made. The Mayor, the City Manager or the Director of Finance shall take such further actions prior to the signing of the Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof. The execution of the final Official Statement, which shall include such changes and additions thereto deemed advisable by the Mayor,, the City Manager or the Director of Finance and such information permitted to be excluded from the PReliminary Official Statement pursuant to the Rule, shall be conclusive evidence of the approval of the Final Official Statement by City. Section 6. The Final Official Statement, when prepared, is approved for distribution in connection with the offering and sale of the Certificates of Participation. Section 7. The Mayor, the City Manager, the Director of Finance, the City Clerk and all other appropriate officials of the City are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this resolution and the financing herein authorized. Section 8. This Resolution shall take effect upon its adoption by this City Council. Presented by Ap d a~to~~ br~~ ,t~/~ ~ ~~M.dBoogaar Lyma~Christopher ~ Director of Finance City Attorney Resolution No. 15890 Page 4 - PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista, California, this 9th day of October, 1990 by the following vote: AYES: Councilmembers: McCandliss, Moore, Nader, Cox NOES: Councilmembers: None ABSENT: Councilmembers: Malcolm ABSTAIN: Councilmembers: None G Cox, Mayor ATTEST: ~Au~helet, City Clerk STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) ss. CITY OF CNULA VISTA ) I, Beverly A. Authelet, City Clerk of the City of Chula Vista, California, do hereby certify that the foregoing Resolution No. 15890 was duly passed, approved, and adopted by the City Council of the City of Chula Vista, California, at a regular meeting of said City Council held on the 9th day of October, 1990. Executed this 9th day of October, 1990. ~~u'~he~et, City Cl~rk